On September 12, Anhui Communications Construction Co., Ltd. (Hereinafter referred to as "Jiaotong Construction Shares") announced that the company intends to purchase 70% of Boda Xinneng from Wuxi Boda by issuing shares and paying cash. Among them, 90% of the transaction consideration is paid by the listed company by issuing shares, and 10% of the transaction consideration is paid by the listed company in cash. The main business of this transaction is the research and development, production and sales of solar cells and photovoltaic modules.
Concerning the acquisition, at the end of August this year, Jiaotong Construction issued a suspension announcement on the planning of major asset restructuring matters. According to the announcement, the acquisition is expected to constitute a major asset reorganization, not a reorganization and listing, nor will it lead to changes in the actual controller of the company. That is to say, Boda Xinneng can not get the control of Jiaotong shares from Yu Faxiang. For this acquisition, the shares of Jiaotong Construction were suspended for no more than 10 trading days from August 29, and resumed trading on September 12. According to the
data, Jiaotong Construction Co., Ltd. was founded in 1993 and listed on the Shanghai Stock Exchange in 2019. The company's main business is engineering construction business, mainly engaged in highway and municipal infrastructure construction related engineering construction, survey and design, test and inspection, and housing construction. In this acquisition, Jiaotong Construction Co., Ltd. not only broadened its business scope, but also formally crossed the border into the photovoltaic industry .
The answer to why cross-border photovoltaic is needed can be found in the acquisition announcement plan.
In the announcement, Jiaotong Construction Co., Ltd. said that there are a large number of enterprises in the field of engineering construction in China, which is a fully competitive industry. In addition, the industry concentration is low, the market competition is gradually intensifying, and the overall profit level of the industry is relatively low. According to the annual report data of Jiaotong Construction Co., Ltd. in the past three years, the net profit margin at the end of 2020-2022 is 3.06%, 2.9% and 2.79% respectively, showing a downward trend as a whole. In other words, the profitability of Jiaotong shares has shown a downward trend in the past three years.
In recent years, the hot photovoltaic industry is full of "temptation" for the construction of shares.
It is reported that in the first half of this year, the cumulative installed capacity of photovoltaic power generation is about 470 million kilowatts , surpassing hydropower to become the second largest installed power source in China, second only to coal-fired power. From January to July, the new PV installed capacity in China has exceeded 90GW , which has exceeded the new installed capacity in the whole year of last year. Overall, the national PV installed capacity may exceed 150GW this year.
In recent years, cross-border light chasing cases of construction enterprises are not uncommon, but most of the cross-border photovoltaic construction enterprises are combined with their inherent advantages of construction resources to enter the construction and operation of photovoltaic power plants. However, Jiaotong Construction Co., Ltd. has chosen the manufacturing links of cells and components to enter the photovoltaic track. Perhaps, the ability of the photovoltaic industry to "create wealth" may be the biggest driving force for Jiaotong Construction Co., Ltd. to decide cross-border photovoltaic.
From the semi-annual reports of companies in the photovoltaic cell and module industry in 2023, it can be seen that the momentum of photovoltaic "wealth creation" ability is the same as that of real estate in that year. For example, the net profit of Yijing Optoelectronics increased 11 times in the first half of this year. And like Tongwei, Jingke, Jingao, Tianhe and Atsijing also doubled their profits. Even from many new cross-border enterprises entering the photovoltaic industry, we can pick out many outstanding ones, such as Junda shares, which directly aim at the photovoltaic manufacturing side when crossing the border with Jiaotong Construction Shares. In the first half of this year, the company's net profit was 956 million yuan, 2.5 times higher than same period last year . This is only the third year of cross-border photovoltaic of Junda shares.
Therefore, photovoltaic should be a better choice for "to enhance the overall performance and comprehensive competitiveness of the company through business transformation".
In addition, according to the content of the announcement, Jiaotong Construction Co., Ltd. also intends to raise matching funds by issuing shares to controlling shareholder Xiangyuan Holdings and actual controller Yu Faxiang. However, as the transaction price for the acquisition of assets by issuance of shares and payment of cash has not yet been finalized, the specific amount of the supporting funds raised will be determined after the transaction price of the underlying assets is determined and disclosed in the Restructuring Report (Draft).